Monday, October 29, 2012

Mergers & Acquisitions


The M&A course concentrates and builds on corporate strategy and the financial know-how and employs five different practitioner’s perspectives of M&A.
It was a great experience as practical exercises and guest speakers from different industries entice you to engage with the subject in a practical way. Our first class was an introduction to Mergers and Acquisitions by Prof. Dr. Thomas Hutzschenreuter teaching us about M&A motives for managers and shareholders as well as back and forward integration and the overall structure.
Prof. Dr. Malte Brettel acquainted us with the selling owner’s perspective on M&A deals and shared his experience on his company Just Books who later merged to became AbeBooks.de who then was strategically acquired by Amazon.com. He introduces the class on potential buyers who are either financial acquires or strategic acquires as well as advantages and disadvantages on IPO evaluation of young companies.

Dr. Matthias Hentzen
M&A has a strong legal aspect to it as well so Dr. Matthias Hentzen, Managing Partner at Sozietät Hengeler Müller took time to explain our class the legal advisor’s perspective of M&A deals. We had to assess a legal Share Purchase Agreement between the seller and purchasing parties.
We also had the privilege to listen and engage with Erik Hummitzsch (PwC Partner) and Robbert-Paul Roomberg (PwC Manager) who talked about the Due Diligence process from a consultant’s perspective and we worked on Project Rocket case study.
One of the last lectures and engaging discussions was with Thomas Nugel (Vice President) of HVB/UniCredit who took us through a case study which focused on the Fairness opinion and all forms of valuation methodologies necessary for an M&A transaction. There is a lot of information that one needs to look at when to evaluate the right share price and trading analysis, DCF analysis, comparable trading analysis etc. Our last consultant guest was Dr. Christian Zentner (Head of Legal M&A Energy/Syndikus) of Siemens AG, who introduced the Inhouse consultancy functions as well as portfolio management and IPO vs. Public transactions. The secret of the ‘deal book’ was especially interesting as it lists the potential listed company targets. We discussed voting rights, squeeze outs and insider trading rules.

This course gave great insights into the different M&A processes and trains business owners on risks that can potentially arise as well as how to prepare for an M&A deal. M&A follow economic cycles and often suffer from poor post merger disease, therefore it is important to know the industry, plan integration, prepare due diligence and reduce potential overpriced agreements. With this course you are equipped to tackle such challenges and eliminate potential risks.

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